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Name Category Published
Biren v. Equality Emergency Medical Group Inc.
Business judgment rule protects director who acts in mistaken, but good faith belief, on behalf of corporation without obtaining required shareholder approval. 		Corporations Nov. 18, 2002
US West Communications Inc. v. Jennings
FCC regulations, which took effect after interconnection agreements were arbitrated, apply on judicial review of agreements for compliance with Telecommunications Act of 1996. 		Corporations Nov. 10, 2002
Frederick v. First Union Securities Inc.
Corporation's agreement to arbitrate is binding on shareholder bringing derivative action. 		Corporations Oct. 2, 2002
Everest Investors 8 et al. v. Whitehall Real Estate Limited Partnership XI
Nonfiduciary, who is neither employee or agent of fiduciary, is not liable for conspiracy in action for breach of fiduciary's duty. 		Corporations Oct. 2, 2002
Trahan v. Trahan
Appraisal of corporate shares was not required to include value of outstanding contracts. 		Corporations Oct. 1, 2002
Saline v. Superior Court (Commonwealth Energy Corp.)
Court erred in placing restriction on corporate director's right to inspect corporate documents. 		Corporations Sep. 30, 2002
Gompper v. VISX Inc.
Defendant's positive statements about their patent portfolio did not constitute intentional or reckless false and misleading statements under Securities and Exchange Act. 		Corporations Sep. 26, 2002
Opinion of Bill Lockyer
Secretary of State is not required to accept certificate of voluntary dissolution of nonprofit corporation with facsimile signatures of directors. 		Corporations Sep. 5, 2002
Wisehart v. Zions Bancorporation
Corporation has duty to disclose material information in connection with sale of stock. 		Corporations Sep. 3, 2002
Norton v. Smyth
Shareholders who dissent from merger must receive fair value of shares. 		Corporations Aug. 21, 2002
Pasternak v. Boutris (Escrow Agents' Fidelity Corp.)
Losses suffered by member escrow agents from fraudulent misappropriation of trust obligations do involve escrows and are reimbursable as single loss. 		Corporations Aug. 7, 2002
Avikian v. WTC Financial Corp.
Shareholders' claims are properly dismissed as they were in violation of terms of restraining order initiated by California Insurance Commissioner. 		Corporations Aug. 7, 2002
Curtis v. Nevins
In shareholder's derivative action, trial court may not inquire into reasonableness of procedures proposed by special litigation committee until committee completes task. 		Corporations Aug. 7, 2002
Abrahim & Sons Enterprises v. Equilon Enterprises, LLC
Transfer of assets to LLC triggered duty to offer franchisees right of first refusal. 		Corporations Aug. 7, 2002
Catalina Investments Inc. v. Jones
Dissolved corporation cannot seek reinstatement of corporate status. 		Corporations Jun. 7, 2002
McDonald v. Kinder-Morgan Inc.
Financial statement describing corporation's past earnings did not create duty to disclose future risks. 		Corporations Apr. 29, 2002
Hard v. California State Employees Assn.
Employee organization must give effect to vote, of class of employee members, approving their incorporation as affiliate. 		Corporations Apr. 10, 2002
Lipton v. Pathogenesis Corp.
Allegations in plaintiffs' complaint fail to raise strong inference of scienter to meet pleading requirements of Private Securities Litigation Reform Act. 		Corporations Mar. 25, 2002
M Life Insurance Co. v. Sapers & Wallack Insurance Agency, Inc.
Value of business as going concern may be considered in determination of value of it shares in merger. 		Corporations Mar. 20, 2002
Mart v. Severson
In proceeding requiring corporation's dissolution unless 50-percent shareholder elects to buy-out shares, court's determination of 'fair value' is erroneous. 		Corporations Mar. 8, 2002
Pueblo Bancorporation v. Lindoe, Inc.
In dissenters' rights action, value of shares should not have been discounted by minority and marketability discounts. 		Corporations Mar. 1, 2002
Scott v. Trans-System Inc.
Court didn't abuse its discretion by dissolving corporation due to oppression, misapplication and waste of corporate assets. 		Corporations Jan. 22, 2002
Kamen v. Lindly
Corporate officers who were not involved in purchase or sale of securities are not liable for market manipulation. 		Corporations Jan. 11, 2002
Levitt v. Calvary Temple of Denver
Expelled church member lacks standing to seek inspection of church records. 		Corporations Jan. 8, 2002
Nutmeg Securities Ltd v. McGladrey & Pullen
Accounting firm who prepared financial reports in effort to procure IPO underwriter is liable for negligence. 		Corporations Nov. 28, 2001
Mauldin v. Worldcom Inc.
Authority to deny accelerated vesting of stock options was not properly delegated or ratified by compensation committee. 		Corporations Nov. 12, 2001
Opinion of Bill Lockyear, Office of the Attorney General
Grand jury investigation of nonprofit corporation, operating on behalf of public entity, may not employ expert. 		Corporations Oct. 29, 2001
Weisbart v. Agri Tech, Inc.
Corporate director is entitled to indemnification where he is sued in part because he is director. 		Corporations Oct. 15, 2001
Hullett v. Cousin
Companies distribution of assets was not fraudulent. 		Corporations Oct. 8, 2001
Albers v. Edelson Technology Partners
Plaintiffs alleged sufficient facts to support direct lawsuit rather than derivative action. 		Corporations Sep. 10, 2001
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